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Notice of Annual General Meeting Royal Dutch Shell Plc

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Notice of Annual General Meeting Royal Dutch Shell Plc Notice of Annual General Meeting Royal Dutch Shell plc Circustheater, Circusstraat 4, 2586 CW The Hague, The Netherlands Tuesday May 21, 2019 at 10:00 (Dutch time) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in any doubt about what action to take, you should seek your own personal advice immediately from a financial adviser authorised under the Financial Services and Markets Act 2000 if you are in the UK or, if you are not, from another appropriately authorised financial adviser. If you have sold or transferred all your shares in Royal Dutch Shell plc (the “Company”), please give this document and the accompanying documents to the stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser. SEE INSIDE FOR INFORMATION ABOUT THE SHAREHOLDER PRESENTATION IN LONDON EC1045808_Shell_AR_2018_NOM_2019_VAW_05.indd 1 3/22/19 10:53 AM Contents 3 10 Chair’s Letter Directors’ biographies 4 18 Notice of Annual General Meeting Shareholder notes 6 21 Shareholder Resolution Attendance arrangements and Supporting Statement 22 7 Shareholder presentation, London Directors’ response to Shareholder Resolution 23 Appendix: proposed changes to 8 the Company’s Articles of Association Explanatory notes on resolutions Cautionary note The companies in which Royal Dutch Shell plc directly and indirectly owns investments are separate legal entities. In this Notice of Annual General Meeting, the term “Company” is used to refer to Royal Dutch Shell plc; however, “Shell,” “we”, “us” and “our” are sometimes used for convenience where references are made to Royal Dutch Shell plc and/or its subsidiaries in general. These expressions are also used where no useful purpose is served by identifying the particular company or companies. Also in this Notice of Annual General Meeting, we refer to “Shell’s net carbon footprint,” which includes Shell’s carbon emissions from the production of our energy products, our suppliers’ carbon emissions in supplying energy for that production and our customers’ carbon emissions associated with their use of the energy products we sell. Shell only controls its own emissions but, to support society in achieving the Paris Agreement goals, aims to help and influence such suppliers and consumers to likewise lower theirs. The use of the terminology “Shell’s net carbon footprint” is for convenience only and not intended to suggest these emissions are those of Shell or its subsidiaries. Availability of documents The Company’s Annual Report and Form 20-F for the year ended December 31, 2018 can be found at www.shell.com/annualreport. The 2019 Notice of Annual General Meeting can be found at www.shell.com/AGM. If you would like to obtain, free of charge, a paper copy of any of these documents, please contact one of the following: United Kingdom +44 (0)121 415 7073 SPECIFICATIONS USA +1 888 301 0504 The paper used for this document is PlanoPlus, an FSC®-certified paper, E-communication produced from 100% virgin pulp (cellulose), If you are a registered shareholder and hold your shares in your own name, or you hold your shares in the Royal Dutch without recycling fibres. Shell Corporate Nominee, you can choose to view shareholder communications (for example, the Company’s Annual Report) by means of our website instead of receiving paper communications. If you opt for website communications This pulp is bleached with ECF technology. and provide us with your email address, by registering online at www.shareview.co.uk/clients/shell, you will be sent The inks used are vegetable oil based. a notification by email whenever such shareholder communications are added to our website, or in the absence of an email address you will be sent a notification by post. If you choose to view shareholder communications by means of our website, you may change your mind at any time or obtain, free of charge, a copy of the communication in paper form, by contacting our Registrar at the address below. Equiniti Aspect House Spencer Road Lancing West Sussex BN99 6DA United Kingdom 0800 169 1679 (UK) +44 (0)121 415 7073 Royal Dutch Shell plc Registered in England and Wales, Company number 4366849 Registered office: Shell Centre, London, SE1 7NA, United Kingdom Design: Conran Design Group Headquarters: Carel van Bylandtlaan 30, 2596 HR The Hague, The Netherlands Printer: Tuijtel under ISO 14001 Registered with the Dutch Trade Register under number 34179503 2 CONTENTS NOTICE OF ANNUAL GENERAL MEETING 2019 EC1045808_Shell_AR_2018_NOM_2019_VAW_05.indd 2 3/22/19 10:53 AM Chair’s letter Shareholder Dear Shareholder, recommended Neil’s appointment to the Board Presentation, London I am pleased to invite you to the Company’s following its review of the skills, knowledge A presentation has been arranged for Annual General Meeting (“AGM”) which will and experience needed and a rigorous shareholders at 11:00 (UK time) on be held at the Circustheater, Circusstraat 4, and thorough search process. Neil brings a Thursday May 23, 2019 – two days after 2586 CW The Hague, The Netherlands on track record of strong operational exposure, the AGM – at Central Hall Westminster, Tuesday May 21, 2019. familiarity with capital intensive business Storey’s Gate, Westminster, London, and a first-class international perspective SW1H 9NH, United Kingdom. The As we did last year, we have also arranged on driving value in complex environments. presentation is not part of the AGM; a presentation in London two days after We are delighted he has agreed to join us. it is a separate meeting and, while all the AGM. The presentation is not part of the shareholders are invited to attend, it may AGM; it is a separate meeting and while I believe that the appointment and be of particular interest to UK resident all shareholders are invited to attend, it reappointments proposed in Resolutions 3 to shareholders who wish to hear about the may be of particular interest to UK resident 14 are in the best interests of the Company. Company’s progress and ask questions shareholders who wish to hear about the The biographical details of each Director in person. Chad Holliday, Chair, will be Company’s progress and ask questions in are given on pages 10 to 16, along with a present, along with Ben van Beurden, person. I will be present, along with Ben van summary of the outcome of our 2018 Board Chief Executive Officer, Jessica Uhl, Chief Beurden, Chief Executive Officer, Jessica Uhl, Evaluation on page 16 and an overview of Financial Officer and Linda Szymanski, Chief Financial Officer and Linda Szymanski, the skills and experience represented on the Company Secretary. Company Secretary. Board on page 17. I hope you will vote in support of these resolutions. Further details can be found on page 22. Business of the AGM The business to be conducted at the AGM Question and answer session is set out in this Notice with explanatory The AGM, and the London Shareholder notes concerning each of the resolutions. presentation, provide an opportunity for you AGM webcast The business is mainly of a routine nature for a to ask questions about the business set out in Shareholders unable to attend the listed company and your Board recommends this Notice and to raise other matters about AGM in person can watch via our that you vote in favour of Resolutions 1 to 21. the business of the Company. As Chair of the webcast which will be broadcast live However, we have received a shareholder AGM, I will endeavour to ensure that discussions at 10:00 (Dutch time), 09:00 (UK time) resolution pursuant to Section 338 of the remain relevant and that as many shareholders on Tuesday May 21, 2019 – the day Companies Act 2006 and your Board as possible have the opportunity to speak. of the AGM. Shareholders who wish recommends that you vote against this to follow the webcast should log on to resolution (Resolution 22) for the reasons Voting www.shell.com/AGM/webcast and set out on page 7. All resolutions for consideration at the AGM follow the online instructions. will be decided on a poll rather than a show The AGM will be conducted in English although of hands. This means that a shareholder has Further details can be found on page 19. there will be Dutch translation facilities available. one vote for every share held. If you are not able to come to the AGM in person, I would Directors urge you to vote by following the guidance In line with the UK Corporate Governance notes on pages 18 to 20. Code, all Directors will retire at the 2019 AGM and seek reappointment by shareholders. Yours faithfully, Shareholders will also be asked to vote on the appointment of Neil Carson as a Director of Chad Holliday the Company with effect from June 1, 2019. Chair The Nomination and Succession Committee March 13, 2019 NOTICE OF ANNUAL GENERAL MEETING 2019 CHAIR’S LETTER 3 EC1045808_Shell_AR_2018_NOM_2019_VAW_05.indd 3 3/22/19 10:53 AM Notice of Annual General Meeting Notice is hereby given that the Annual Resolution 9 Resolution 18 General Meeting (“AGM“) of Royal Dutch That Gerard Kleisterlee be reappointed That if Resolution 17 is passed, the Board Shell plc (the “Company”) will be held at as a Director of the Company. be given power to allot equity securities the Circustheater, Circusstraat 4, 2586 CW (as defined in the Companies Act 2006) The Hague, The Netherlands at 10:00 Resolution 10 for cash under the authority given by that (Dutch time) on Tuesday May 21, 2019, That Roberto Setubal be reappointed resolution and/or to sell ordinary shares held for the purposes of considering the as a Director of the Company.
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